Cases of Appointment of Directors and Corporate Auditors

Tsutomu Kuribayashi, the principal attorney at Kuribayashi Sogo Law office, has served as a director and advisor to many private companies and government-related organizations. He hopes to apply the knowledge and experience he has gained in these positions as a board member and legal advisor to the companies he advises.

Supervisory Board Member of Nippon Commercial Investment Corporation (September 2006 – November 2010)

Nippon Commercial Investment Corporation is a listed REIT on the Tokyo Stock Exchange, and Kuribayashi has served as a supervisory director since the company’s establishment. Investment corporations are required by the Law Concerning Investment Corporations to have an executive director and a supervisory director. A supervisory director is similar to an outside director in a stock company. He will be stepping down as a result of the merger of Nippon Commercial Investment Corporation with another investment corporation.

Member of the Legislative Council (Non-Litigious Proceedings Law and Domestic Relations Law Subcommittee) (April 2009 – April 2011)

The Legislative Council is a committee established by the Ministry of Justice and is responsible for deliberating on amendments to laws and drafting bills to be submitted to the Diet. Kuribayashi has been involved in drafting bills for two years to deliberate on amendments to the Non-Litigious Cases Procedure Law and the Domestic Relations Tribunal Law.

External Consultant for Asian Development Bank (February 2011-June 2019)

As an external consultant to the Asian Development Bank, Kuribayashi was responsible for the formation, management, and liquidation of the Asia Solar Energy Forum (ASEF), a non-profit organization. He has handled all legal work from establishment to management and liquidation of the non-profit organization, which has the special characteristics of being a Tokyo Metropolitan Government-approved organization while the majority of its members are foreign corporations.

Vice President of Tokyo Bar Association (April 2014 – March 2015)

The Tokyo Bar Association elects one president and six vice presidents each year through elections among its members. The term of office is one year. Kuribayashi served as vice president of the Tokyo Bar Association, where he was in charge of the International Committee, Finance Committee, Ethics Committee, Claims Handling, and Labor Union Relations.

Outside Director, KUZE Corporation (June 2014-June 2019)

Kuze Corporation is a food wholesaler listed on JASDAQ. Kuribayashi served as an outside director of KUZE Co. for five years from 2014 to 2019. During that time, he participated in monthly meetings of the Board of Directors and the Managing Director’s Meeting to express his opinions from the perspective of improving the company’s performance and compliance (legal observance).

Judicial Examination Review Committee Member (Private International Law) (November 2015-October 2018)

Kuribayashi served as a member of the Judicial Examination Review Committee established by the Ministry of Justice for three years from 2015 to 2018. Bar Examination Examiners are members of the Bar Examination Committee and are responsible for preparing and scoring questions for the bar examination. Kuribayashi is in charge of private international law, and has worked for three years in discussions with university professors, judges, and prosecutors who are also in charge of private international law in preparing questions for the exam.

Supervisory Director of D&F Logistics Investment Corporation (March 2016-present)

D&F Investment Corporation will be a private REIT formed by Daiwa House and Fast Retailing (UNIQLO). It will be a REIT (investment corporation) that acquires warehouses that manage Fast Retailing’s products and operates and manages them through its asset management company. Kuribayashi attends a board meeting once every three months as a supervisory director.

Auditor of Air Hearse International K.K. (February 2017 – March 2021)

Air Hearse International K.K. is an international hearse repatriation company, which transports the bodies of foreigners who die in Japan to their home countries and the bodies of Japanese who die in other countries to Japan. Kuribayashi is an auditor of Air Hearth International, Inc. and attends the board meetings held at the head office located in the Haneda Airport Building.

Vice President of Kanto Federation of Bar Associations (April 2018 – March 2019)

Kuribayashi served as Vice-Chairman of the Kanto Federation of Bar Associations for fiscal year 2018. It is organized by the three bar associations in Tokyo (Tokyo, Daiichi Tokyo, and Daini Tokyo), the bar associations in the Kanto region (Kanagawa, Saitama, Chiba, Ibaraki, Tochigi, and Gunma prefectures), the bar associations in Koushinetsu (Yamanashi, Nagano, and Niigata prefectures) and Shizuoka. The number of lawyers belonging to Kanto Federation of Bar Associations is approximately 20,000, and about 60% of all lawyers in Japan belong to Kanto Federation of Bar Associations.

Alternate Auditor for JVC KENWOOD Corporation (June 2019 – June 2021)

JVC KENWOOD Corporation is a company listed on the First Section of the Tokyo Stock Exchange that manufactures and sells audio equipment and drive recorders. Kuribayashi has been appointed as a substitute auditor to serve as a backup officer in the event of a vacancy in the position of auditor; he goes to the company once every three months to exchange opinions with the auditors.

Outside Director of Saxa Holdings Corporation (November 2020-present)

Saxa Holdings Inc. is a manufacturer and distributor of telecommunications equipment listed on the First Section of the Tokyo Stock Exchange. As an outside director, Kuribayashi attends every board meeting and provides opinions from the perspective of the company’s legal compliance as a member of various committees and task forces.